UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                  FORM 10-QSB/A

                                 AMENDMENT NO. 1


(Mark One)
[X]      QUARTERLY REPORT UNDER SECTION 13 OR 15(D) OF THE SECURITIES
         EXCHANGE ACT OF 1934
         For the quarterly period ended:  March 31, 2003

[ ]      TRANSITION REPORT UNDER SECTION 13 OR 15(D) OF THE
         EXCHANGE ACT
         For the transition period from ________________ to ______________

                         Commission file number 0-30721

                               IPEC HOLDINGS INC.
        (Exact name of small business issuer as specified in its charter)

             NEVADA                                         87-0621339
   (State or other jurisdiction of                       (IRS Employer
    incorporation or organization)                     Identification No.)


         NORTHGATE INDUSTRIAL PARK, 185 NORTHGATE CIRCLE, P.O. BOX 5311
                         NEW CASTLE, PENNSYLVANIA 16105

                    (Address of principal executive offices)

                                 (800) 377-4732
                           (Issuer's telephone number)


    RD #3, BOX 7-A, NORTHGATE INDUSTRIAL PARK, NEW CASTLE, PENNSYLVANIA 16105

              (Former name, former address and former fiscal year,
                          if changed since last report)


Check  whether the issuer (1) filed all reports  required to be filed by Section
13 or 15(d) of the  Exchange  Act during the past 12 months (or for such shorter
period that the registrant was required to file such reports),  and (2) has been
subject to such filing requirements for the past 90 days. Yes _X_ No ___


     State the number of shares outstanding of each of the issuer's classes
              of common equity, as of the latest practicable date:

            9,972,912 SHARES OF COMMON STOCK, $0.001 PAR VALUE, AS OF
                                 MARCH 31, 2003

    Transitional Small Business Disclosure Format (check one): Yes ___ No _X_

<PAGE>

                               IPEC HOLDINGS, INC.
                                 BALANCE SHEETS

                                              March 31, 2003
                                                As Restated      December 31,
                                                (Unaudited)          2002
                                             ---------------    --------------

                  Assets
 Cash                                        $       13,079     $      84,661
 Accounts Receivable, less reserves for           1,553,258           937,168
    bad debts of $172,187 and $157,881
    in 2003 and 2002
 Other Receivables                                   47,500            48,977
 Inventory                                        3,106,018         2,634,742
 Prepaid Expenses                                   156,178             5,549
                                             ---------------    --------------
               Current Assets                     4,876,033         3,711,097
                                             ---------------    --------------

 Land                                               119,374           119,374
 Buildings and Equipment                         17,399,278        17,122,861
 Construction In Progress                           844,698           406,307
 Accumulated Depreciation                        (6,600,988)       (6,196,300)
                                             ---------------    --------------
      Property, Plant & Equipment, Net           11,762,362        11,452,242
                                             ---------------    --------------

 Patents, less accumulated amortization of          297,636           299,395
    $81,608 and $78,702 in 2003 and 2002
    Deferred Income Taxes
 Other Assets                                         7,324             9,173
                                             ---------------    --------------
                Other Assets                        304,960           308,568
                                             ---------------    --------------
                Total Assets                 $   16,943,355     $  15,471,907
                                             ===============    ==============



    The accompanying notes are an integral part of the financial statements.

                                        2
<PAGE>

                               IPEC HOLDINGS, INC.
                                 BALANCE SHEETS



                                              March 31, 2003
                                                As Restated      December 31,
                                                (Unaudited)          2002
                                             ----------------   --------------
    Liabilities and Shareholders' Equity

 Accounts Payable                            $    1,295,251     $     800,753
 Accrued Liabilities                                172,576           109,281
 Taxes Payable                                        8,349            16,426
 Accrued Interest                                    39,157            31,657
 Notes Payable - Current Portion                  1,443,089         1,416,436
 Bank Line Of Credit                              3,460,000         2,550,000
 Capital Lease Obligation - Current Portion         126,232           169,820
 Amounts Due to Related Parties                     605,000
                                             ---------------    --------------
            Current Liabilities                   7,149,654         5,094,373
                                             ---------------    --------------

 Capital Lease Obligation                            72,171            74,642
 Notes Payable - Long Term                        5,335,025         5,732,086
                                             ---------------    --------------
           Long Term Liabilities                  5,407,196         5,806,728
                                             ---------------    --------------

 Deferred Income Taxes                                9,000            69,000
                                             ---------------    --------------

 Preferred Stock, no par value, 1,000,000
   shares authorized, no shares issued
 Common Stock, par value $0.001 per                   9,973             9,973
     share, 100,000,000 shares authorized,
     9,972.909 shares issued and
     outstanding at March 31, 2003
     and December 31, 2002
 Additional Paid In Capital                       4,376,894         4,376,894
 Retained (Deficit) / Earnings                       (9,362)          114,939
                                             ---------------    --------------
            Shareholders' Equity                  4,377,505         4,501,806
                                             ---------------    --------------
 Total Liabilities and Shareholders' Equity  $   16,943,355     $  15,471,907
                                             ===============    ==============




     The accompanying notes are an integral part of the financial statements

                                        3
<PAGE>

                               IPEC HOLDINGS INC.
                      STATEMENTS OF OPERATIONS (UNAUDITED)


                                               Three Months       Three Months
                                               Ended March        Ended March
                                                 31, 2003           31, 2002
                                               (Unaudited)        (Unaudited)
                                             ---------------     --------------

 Sales                                       $    3,180,573      $   2,700,042
                                             ---------------     --------------

 Operating expenses
   Cost of goods sold                             2,476,064          1,896,122
   Selling                                          323,343            155,780
   General and administrative                       417,328            325,033
                                             ---------------     --------------
       Operating expenses                         3,216,735          2,376,935
                                             ---------------     --------------
 Operating income                                   (36,162)           323,107
                                             ---------------     --------------

 Non-operating expense (income)
   Interest expense                                 151,186            147,427
   Other income                                      (1,297)            (5,211)
                                             ---------------     --------------
       Non-operating expenses                       149,889            142,216
                                             ---------------     --------------

 Income before taxes                               (186,051)           180,891
 Income taxes                                        61,750             (3,800)
                                             ---------------     --------------

 Net (loss) / income                         $     (124,301)     $     177,091
                                             ===============     ==============

 Average Shares of Common Stock - Basic           9,972,912          9,847,604
                                             ===============     ==============

 Average Shares of Common Stock - Diluted        10,253,559          9,847,604
                                             ===============     ==============

 Basic Income (Loss) Per Share               $        (0.01)     $        0.02
                                             ===============     ==============

 Diluted Income (Loss) Per Share             $        (0.01)     $        0.02
                                             ===============     ==============



                      Reclassified for Comparative Purposes

    The accompanying notes are an integral part of the financial statements.

                                        4
<PAGE>


                               IPEC HOLDINGS INC.
                      STATEMENTS OF CASH FLOWS (UNAUDITED)



<TABLE>
<CAPTION>
                                                                 Three Months     Three Months
                                                                 Ended March      Ended March
                                                                   31, 2003        31, 2002
                                                                 (Unaudited)      (Unaudited)
                                                               ---------------  ---------------
<S>                                                            <C>              <C>
Cash Flows from Operating Activities
Net Income (Loss)                                              $    (124,301)   $     177,091
Adjustments to reconcile net income to net cash
provided by operating activities
    Depreciation and amortization                                    323,413          323,413
    Deferred taxes                                                   (60,000)
    Common stock issued for services                                     -             25,000
    Capitalized interest                                             (10,500)           8,000
    Changes in Assets and Liabilities
      Accounts receivable                                           (616,090)        (437,737)
      Other receivables                                                1,477           16,202
      Inventory                                                     (471,276)        (510,025)
      Prepaid Expenses                                              (150,629)         (82,216)
      Other Assets                                                     1,667              -
      Accounts payable                                               494,498          369,143
      Accrued liabilities                                             63,295           55,697
      Taxes payable                                                   (8,077)         (12,686)
      Accrued interest                                                 7,500              -
                                                               --------------   --------------
Net cash provided by operating activities                           (549,023)         (68,118)
                                                               --------------   --------------

Purchases of property, plant and equpment                           (620,645)        (609,861)
Investment in and development of patents                                (447)          (1,634)
                                                               --------------   --------------
Net cash used in investing activities                               (621,092)        (611,495)
                                                               --------------   --------------

Borrowing on bank line of credit                                     910,000              -
(Repayments) of bank line of credit                                      -           (364,638)
(Reduction) of capital lease obligations                             (46,059)         (36,808)
Repayment of notes payable                                          (370,408)             -
Increase in notes payable                                                -            874,310
Increase / (Decrease) in amounts due to related parties              605,000         (700,000)
                                                               --------------   --------------
Net cash provided by financing activities                          1,098,533         (227,136)
                                                               --------------   --------------

Net Increase / (Decrease) in cash                                    (71,582)        (906,749)
Cash - beginning of period                                            84,661        1,014,381
                                                               --------------   --------------
Cash - end of period                                           &      13,079    $     107,632
                                                               ==============   ==============

Cash paid for interest                                         $     143,686    $     147,427
                                                               ==============   ==============
Cash paid for income taxes                                     $       6,327    $       4,945
                                                               ==============   ==============

</TABLE>


    The accompanying notes are an integral part of the financial statements.

                                        5
<PAGE>

                               IPEC HOLDINGS INC.
                          FORM 10-QSB - MARCH 31, 2003
                               NOTES TO UNAUDITED
                              FINANCIAL STATEMENTS

1. INTERIM FINANCIAL STATEMENTS

     The accompanying  unaudited,  condensed,  balance sheets as of December 31,
     2002 and March 31, 2003 and statements of operations and cash flows for the
     three month  periods  ended  March 31, 2003 and 2002 have been  prepared by
     IPEC Holdings Inc.  ("Company") in accordance with the instructions for SEC
     Form 10-QSB and,  accordingly,  do not include all disclosures  required by
     generally accepted accounting principles for complete financial statements.
     The financial statements at March 31, 2003 and 2002 include the accounts of
     IPEC  Holdings  Inc.  and its  wholly-owned  subsidiary.  In the opinion of
     management of IPEC Holdings Inc. ("Company"),  all adjustments,  consisting
     of normal recurring accruals considered  necessary for a fair presentation,
     have been  included.  The results of operations for the three month periods
     ended  March  31,  2003 are not  necessarily  indicative  of the  operating
     results to be expected  for the full  fiscal  year  ending on December  31,
     2002.

     Interim unaudited  financial results should be read in conjunction with the
     audited  financial  statements  included in the Company's  Annual Report on
     Form 10-KSB for the fiscal year ended December 31, 2002.


NOTE 2 - INVENTORY

     As of March 31, 2003 and December 31,  2002,  inventories  consisted of the
     following:


     As of March 31, 2003 and December 31, 2002, inventories consisted of the
     following:

                                                  March 31,    December 31,
                                                    2003          2002
                                                    ----          ----
     Raw materials and packaging                $   387,988   $   314,090
     Work in process                                312,039       325,814
     Finished goods                               2,965,991     2,454,838
     Reserve for excess and obsolete inventory     (560,000)     (460,000)
                                                --------------------------
     Total Inventories                          $ 3,106,018   $ 2,634,742
                                                ==========================

NOTE 3 - COMMON STOCK

     On February 10, 2003,  one of the two  principal  shareholders  transferred
     4,124,998  shares of the  Company's  stock to  Plymouth  Partners,  L.P. in
     exchange for an interest in that limited partnership.

     On April 24, 2003, Plymouth Partners,  L.P. transferred 4,024,998 shares of
     the Company's stock back to the same individual.

                                        6
<PAGE>

                               IPEC HOLDINGS INC.
                          FORM 10-QSB - MARCH 31, 2003
                               NOTES TO UNAUDITED
                              FINANCIAL STATEMENTS



     The Company has a single  stock-based  compensation  plan: the Stock Option
     Plan. In accounting  for its  stock-based  compensation  plan,  the Company
     applies the intrinsic  value method  prescribed by APB No. 25,  "Accounting
     for Stock Issued to Employees."  Intrinsic value is the amount by which the
     market price of the  underlying  stock  exceeds the  exercise  price of the
     stock option or award on the measurement date, generally the date of grant.
     No stock-based employee compensation expense is reflected in net income, as
     all  options  granted  under the plan have an  exercise  price equal to the
     market value of the underlying  common stock on the date of grant.  The pro
     forma net income and earnings per share listed below  reflect the impact of
     measuring  compensation  expense  for  options  granted in the three  month
     periods   ended   March  31,   2003  and  2002  in   accordance   with  the
     fair-value-based method prescribed by SFAS 123, "Accounting for Stock-Based
     Compensation"  and  amended  by  SFAS  148,   "Accounting  for  Stock-Based
     Compensation  -  Transition  and  Disclosure."  These  amounts  may  not be
     representative of future years' amounts, as options vest over several years
     and additional awards may be made under the plan.




                                               Three Months    Three Months
                                                Ended June      Ended June
                                                 30, 2003        30, 2002

       Net (loss) / income as reported        $  (124,301)    $    177,091

       Less: Compensation expense
       determined under fair value
       based method for all awards, net
       of tax effects                             (28,689)               -
                                              ------------    -------------

       Pro forma net (loss) / income          $  (152,990)    $    177,091
                                              ============    =============

       Pro forma - Basic and diluted
       net (loss) / income per share:
         As reported                          $     (0.01)    $       0.02
                                              ============    =============
         Pro forma                            $     (0.02)    $       0.02
                                              ============    =============




 NOTE 4 - RESTATEMENT OF FINANCIAL STATEMENTS



     The  financial  statements  as of  December  31, 2002 and for the year then
     ended have been  restated from those  previously  issued to account for the
     issuance of 200,000  common  stock  warrants in November  2002,  net of tax
     effects.  The  restatement  decreased  the net  income  for the year  ended
     December 31, 2002 by $148,200.  Accordingly,  the opening  balances for the
     financial  statements at March 31, 2003 and for the three months then ended
     have been restated.



                                        7
<PAGE>


                               IPEC HOLDINGS INC.
                          FORM 10-QSB - MARCH 31, 2003
                               NOTES TO UNAUDITED
                              FINANCIAL STATEMENTS


 NOTE 5 - SUBSEQUENT EVENTS

     In early April 2003,  the Company's  line of credit was increased from $3.5
     million to $5.5 million.

     Also in April 2003, the Company  repaid  $605,000 of amounts due to related
     parties (advanced by one of the Company's two principal  shareholders) with
     proceeds from borrowings under the line of credit.

     See Note 3 regarding stock transactions.



                                        8
<PAGE>




ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION

We acquired all of the issued and outstanding  shares of  International  Plastic
and  Equipment  Corp.  ("IPEC") in exchange for  9,489,796  shares of our common
stock  effective  January  28,  2002.   Following  the  acquisition  the  former
shareholders of IPEC held a majority of our total issued and outstanding  common
shares; IPEC was thereby deemed to be the acquiror. Accordingly, the transaction
has  been  accounted  for as a  reverse  takeover.  IPEC  has  continued  as the
operating entity and its historical  financial statements have replaced those of
the parent company.

The following discussion of our results of operations for the three months ended
March 31, 2003 should be read in  conjunction  with our  consolidated  financial
statements (unaudited) and related notes included therein.

OVERVIEW

We,  through IPEC,  are engaged in the  manufacture  of tamper  evident  plastic
closures and the design and fabrication of capping equipment.

RESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED MARCH 31, 2003

During  the  three  months  ended  March 31,  2003,  we  recorded  a net loss of
$124,301, as compared to net income of $177,091 for the comparable period of the
previous year.


While 2003 sales increased by $480,531  (17.8%) for the three-month  period from
the  previous  year,  cost of goods sold for the 2003  period was  significantly
higher:  $2,476,064  or 77.8% of sales,  as compared to  $1,896,122  or 70.2% of
sales for 2002.  The cost of resin,  the raw material  used to  manufacture  our
products,  increased significantly,  as did other petroleum products, due to the
military  conflict in Iraq. We were not able to pass this  increased cost to our
customers  during  the first  quarter.  While we have now seen the cost of resin
drop in the second  quarter,  it is still higher than 2002 levels.  However,  we
were able to pass on some of the  increased  cost to our  customers  during  the
second quarter.


Selling expenses for the three months ended March 31, 2003 increased by $167,563
(107.6%)  from  the  previous  year  due to the  addition  of four  new  service
technicians and one new salesperson.  Also, with an increased customer base, our
salespeople  and  service  technicians  made more visits to  customers,  thereby
increasing travel and entertainment expenses.

General and  administrative  expenses  for the three months ended March 31, 2003
increased  by  $92,295   (28.4%)  from  the  previous   year.  The  increase  is
attributable  to the growth of the  company and the cost of  complying  with new
regulations  promulgated  by the Securities  and Exchange  Commission.  The most
significant increases were due to addition of outside directors during the first
quarter and the  engagement  of an  investment  banking  firm.  During the first
quarter of 2003, we paid  directors'  fees of $21,500 and fees to the investment
banking firm of $30,000.


                                        9
<PAGE>

Non-operating  expenses increased slightly by $7,673 (5.4%) for the three months
ended March 31, 2003 as compared to the previous year.

As a result,  we incurred a loss before taxes for 2003 of $186,051,  as compared
to pre-tax income of $180,891 for 2002.

LIQUIDITY AND FINANCIAL CONDITION

At March 31,  2003,  we had a  working  capital  deficiency  of  $2,273,621,  as
compared to a deficiency of  $1,383,276  at December 31, 2002,  due to increased
accounts payable, accrued liabilities, and our bank line of credit.

Our operations  used cash of $549,023 for the three months ended March 31, 2003,
as  compared  to $68,118 in the  previous  year.  The  decrease  in cash was due
primarily to the loss for the period, and increases in our accounts  receivable,
inventory, and prepaid expenses,

During the three months ended March 31, 2003,  we used  $621,092  primarily  for
property,  plant,  and  equipment,  as compared to $611,495  during the previous
year.  In 2003,  we paid down  capital  lease  obligations  ($46,059)  and notes
payable  ($370,408),  while borrowing an additional $910,000 on our bank line of
credit and $605,000 from related parties, for net cash of $1,098,533 provided by
financing  activities.  During  the  2002  fiscal  year,  $227,136  was  used in
financing activities.  We borrowed $874,310, paid down $1,064,638 on our line or
credit and amounts due to related parties, and reduced capital lease obligations
by $36,808.

PLAN OF OPERATIONS

IPEC's primary strategy is to increase its plastic closure sales by aggressively
increasing its market share in the  non-carbonated  beverage  sector of the caps
and closures  industry.  Management  has  identified 4 areas of focus to support
this strategy:

         (i)      Continuing its commitment to research and development  leading
                  to new product innovations;
         (ii)     Emphasizing customer support and total product solutions;
         (iii)    Continuing to enhance low cost manufacturing capabilities; and
         (iv)     Expanding sales initiatives.

Management of IPEC believes that it has in place much of the  infrastructure and
manufacturing  capability  required to support  growth to the $25 million dollar
revenue  level by 2005.  IPEC  proposes to increase  its  capacity in the next 3
years by 25% to 4.1 billion closures with the capital expenditures listed below.

Maintaining  IPEC's  manufacturing   readiness  requires  an  ongoing  financial
commitment  for tooling,  warehousing  and molds.  IPEC  proposes the  following
capital expenditures through 2005:

                                       10
<PAGE>



<TABLE>
<CAPTION>
        YEAR                 DESCRIPTION                                          AMOUNT             TOTALS
        ----                 -----------                                          ------             ------
        <S>                  <C>                                               <C>              <C>
        2003                 Machinery and equipment                             200,000
                             Molds                                               600,000
                             Alabama warehouse expansion                       1,400,000
                                                                               ---------
                             Total 2003                                                          $2,200,000

        2004                 Machinery and equipment                             400,000
                             Molds                                               200,000
                                                                               ---------
                             Total 2004                                                             600,000

        2005                 Machinery and equipment                             400,000
                             Molds                                               200,000
                                                                               ---------
                             Total 2005                                                             600,000
                                                                                                -----------
                             TOTAL                                                              $ 3,400,000
                                                                                                ===========
</TABLE>

To provide the cash  necessary to support this growth plan  through  2005,  IPEC
anticipates  that it will  generate  cash flow of $1.2 million  from  operations
during the next three years.  Combined  with a planned  equity  offering of $1.9
million in 2003,  this will  enable IPEC to repay $3.1  million of current  debt
financing through 2005.

FORWARD-LOOKING STATEMENTS

Under the "safe harbor" provisions of the Private  Securities  Litigation Reform
Act of  1995  (the  "PSLRA"),  we  caution  readers  regarding  forward  looking
statements  found in this report and in any other  statement  made by, or on our
behalf,  whether  or not in future  filings  with the  Securities  and  Exchange
Commission.  Forward-looking  statements  are statements not based on historical
information and which relate to future operations, strategies, financial results
or other  developments.  Forward looking  statements are necessarily  based upon
estimates and assumptions that are inherently  subject to significant  business,
economic and  competitive  uncertainties  and  contingencies,  many of which are
beyond our control and many of which, with respect to future business decisions,
are subject to change.  These  uncertainties and contingencies can affect actual
results and could cause actual results to differ materially from those expressed
in any forward  looking  statements  made by or on our behalf.  We disclaim  any
obligation to update forward-looking statements.


ITEM 3.  CONTROLS AND PROCEDURES

Under the supervision and with the  participation  of our management,  including
our Chief  Executive  Officer  and Chief  Financial  Officer,  we  conducted  an
evaluation of the  effectiveness  of our  disclosure  controls and procedures as
defined in Rule 13a-14(c)  promulgated under the Securities Exchange Act of 1934
within 90 days of the filing date of this report. Based on their evaluation, our
Chief Executive  Officer and Chief Financial  Officer  concluded that the design
and operation of our disclosure controls and procedures were effective as of the
date of the evaluation.

                                       11
<PAGE>

There have been no significant changes (including corrective actions with regard
to significant  deficiencies or material weaknesses) in our internal controls or
in other factors that could  significantly  affect these controls  subsequent to
the date of the evaluation referenced in the preceding paragraph.


                            PART II OTHER INFORMATION

ITEM 1.       LEGAL PROCEEDINGS

              We are not a party to any pending  legal  proceedings,  other than
              routine litigation deemed incidental to our business.

ITEM 2.       CHANGES IN SECURITIES

              None.

ITEM 3.       DEFAULTS UPON SENIOR SECURITIES

              None.

ITEM 4.       SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

              None.

ITEM 5.       OTHER INFORMATION

              None.

ITEM 6.       EXHIBITS AND REPORTS ON FORM 8-K

<TABLE>
              (a)    Exhibits:


<CAPTION>
                  REGULATION
                  S-B NUMBER                                          EXHIBIT
                     <S>          <C>
                     2.1          Share Exchange Agreement between Golden Hole, Inc. and International Plastics
                                  and Equipment Corp. dated January 14, 2002 (1)<F1>
                     3.1          Restated Articles of Incorporation (2)<F2>
                     3.2          Bylaws (2)<F2>
                     4.1          Description of Series A Convertible Preferred Stock (3)<F3>
                     10.1         December 23, 1998 Loan Documents with First Western Bank (3)<F3>
                     10.2         January 13, 2000 Loan Documents with First Western Bank (3)<F3>

                                       12
<PAGE>
<CAPTION>
                  REGULATION
                  S-B NUMBER                                          EXHIBIT
                     <S>          <C>
                     10.3         January 11, 2001 Loan Documents with Sky Bank (3)<F3>
                     10.4         February 25, 2002 Loan Documents with Sky Bank (3)<F3>
                     10.5         Series A Convertible Preferred Stock Purchase Agreement dated January 1, 2000
                                  (3)<F3>
                     10.6         Consulting Agreement dated January 1, 2000 with Sherwood LLC (3)<F3>
                     10.7         Payment and Severance Agreement and Guarantee dated January 2, 2001 (3)<F3>
                     10.8         Consulting Agreement dated January 1, 2001 with Sherwood LLC (3)<F3>
                     10.9         2002 Stock Option Plan (2)<F2>
                     21.1         Subsidiaries of the registrant (3)<F3>


                     31.1         Rule 13a-14(a) Certification of Chief Executive Officer


                     31.2         Rule 13a-14(a) Certification of Chief Financial Officer


                     32.1         Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section
                                  906 of the Sarbanes-Oxley Act of 2002


                     32.2         Certification Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section
                                  906 of the Sarbanes-Oxley Act of 2002


<FN>
<F1>
         (1)      Incorporated by reference to the exhibits to the  registrant's
                  current report on Form 8-K dated January 28, 2002, file number
                  0-30721.
<F2>
         (2)      Incorporated by reference to the exhibits to the  registrant's
                  current  report on Form 8-K dated April 15, 2002,  file number
                  0-30721.
<F3>
         (3)      Incorporated by reference to the exhibits to the  registrant's
                  annual  report  on Form  10-KSB  for  the  fiscal  year  ended
                  December 31, 2001, file number 0-30721.
</FN>
</TABLE>

              (b)    Reports on Form 8-K:  None

                                   SIGNATURES

In accordance with the  requirements of the Exchange Act, the Registrant  caused
this  report to be  signed on its  behalf  by the  undersigned,  thereunto  duly
authorized.

                                         IPEC HOLDINGS INC.



Date:  November 14, 2003                 By:      /S/ SHAWN C. FABRY
                                            -------------------------------
                                                  Shawn C. Fabry
                                                  Chief Financial Officer

                                       13
<PAGE>